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OWENS CORNING PURCHASING MASONITE

Owens Corning expanding into doors in a big way with planned $3.9-billion acquisition of Masonite

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Owens Corning, Toledo, Oh., has agreed to acquire door manufacturing giant Masonite International Corp., Tampa, Fl., for nearly $4 billion.

Under the deal, Owens Corning will acquire all outstanding shares of Masonite for $133 per share in cash, representing an approximate 38% premium to Masonite’s closing share price on February 8 and an approximate 46% premium to Masonite’s 20-day volume-weighted average price, making the purchase worth approximately $3.9 billion.

The addition of Masonite’s market-leading doors business creates a new growth platform for Owens Corning, strengthening the company’s position in residential building materials and extending its offering of highly valued products and brands. Leveraging Owens Corning’s unique commercial capabilities and proven go-to-market model serving contractors, builders, and distributors, the company expects to build on Masonite’s strong track record of innovation, brand quality, and category excellence to further grow in the doors market.

Founded in 1925, Masonite designs, manufactures, and markets doors and door systems, with a vertically integrated manufacturing model serving both repair and remodel and new construction demand. Masonite operates 64 manufacturing and distribution facilities, primarily in North America, and has over 10,000 employees globally.

“We are excited by this opportunity to add a scalable new growth platform for our company,” said Brian Chambers, board chair and CEO of Owens Corning. “Masonite is a market leader that complements our existing residential interior and exterior product offering and has consistently demonstrated top-line growth and margin expansion. The combination of our commercial, operational, and innovation capabilities allows us to accelerate our long-term enterprise growth strategy with a clear line of sight to meaningful synergies and increased cash flow generation.”

“Our world-class team is transforming the door industry with differentiated solutions for the home,” said Howard Heckes, president and CEO of Masonite. “The combination with Owens Corning enables the acceleration of our Doors That Do More™ strategy, while delivering immediate and substantial value to our shareholders. This agreement brings together two storied companies with a common focus on innovation and making life better at home for the people who use our products every day. As we begin our next chapter after nearly 100 years in business, I am looking forward to Masonite joining the Owens Corning team.”

The acquisition of Masonite and entry into doors adds a highly complementary line of innovative products and advances Owens Corning’s strategy to expand its building materials offering in residential applications. Both companies provide best in class products and brands, focus on building strong customer partnerships, and differentiate through quality, service, sustainability, and innovation. With the acquisition, Owens Corning’s revenue generated from North American residential applications will grow to 60% of its total revenue.

Owens Corning expects to leverage both companies’ best in class brands, extensive customer and channel knowledge, manufacturing excellence, and material science expertise to grow Masonite’s top-line reaching adjusted EBITDA margins of approximately 20%. The acquisition also increases Owens Corning’s total addressable market by $27 billion and creates a platform to drive new growth opportunities in other product adjacencies.

With this transaction, Owens Corning grows revenue to $12.6 billion and expects cost synergies of approximately $125 million annually, generated through scale and operational savings, with the majority realized by the end of Year 2 post-close.

Following the closing, Masonite will operate as a reportable segment and will maintain Masonite’s brands and a presence in Tampa.

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